v3.25.1
DEBT
3 Months Ended
Mar. 31, 2025
Debt Disclosure [Abstract]  
DEBT DEBT
Convertible Debenture
On November 14, 2022, the Company entered into the Subscription Agreement with BT DE Investments, Inc., providing for the issuance of a $56.8 million (C$75.3 million) convertible debenture. The debenture is denominated in Canadian Dollars ("CAD" or "C$"). The debenture is convertible into 19.9% ownership of the Company's common shares at a conversion price of C$2.00 per common share of the Company. The debenture will accrue interest at a stated annualized rate of 5% until such time that there is federal regulation permitting the use of CBD as an ingredient in food products and dietary supplements in the United States. Following federal regulation of CBD, the stated annualized rate of interest shall reduce to 1.5%. Interest is accrued annually and payable on the maturity date or date of earlier conversion. The maturity date for the debenture is November 14, 2029.
The following is a summary of the Company's convertible debenture as of March 31, 2025:
As of March 31, 2025
Principal AmountUnamortized Debt Discount and CostsNet Carrying Amount
Convertible Debenture
Convertible debenture due November 2029$58,812 $(14,059)$44,753 
The following is a summary of the Company's convertible debenture as of December 31, 2024:
As of December 31, 2024
Principal AmountUnamortized Debt Discount and CostsNet Carrying Amount
Convertible Debenture
Convertible debenture due November 2029$58,172 $(14,541)$43,631 
The debenture was C$75.3 million per the subscription agreement and translated to USD on the transaction date. For the three months ended March 31, 2025 and March 31, 2024, the Company recognized a foreign currency gain of $62 and $925, respectively, related to the net carrying value of the debenture within the condensed consolidated statements of operations.
Interest is accrued annually and payable on the maturity date or date of earlier conversion. On conversion, accrued interest will either be converted into common shares equal to the amount of accrued interest or will be paid in cash if agreed with the Lender. As of March 31, 2025 and December 31, 2024, the principal amount of the debenture includes $6,800 and $6,078, respectively, of accrued interest expense. The following is a summary of the interest expense and amortization expense, recorded within the condensed consolidated statements of operations, of the Company's convertible debenture for the three months ended March 31, 2025 and 2024:
Three Months Ended March 31,
20252024
Interest expense$722 $733 
Amortization of debt discounts and costs463 401 
Total interest and amortization expense
$1,185 $1,134